The Spectacular Spiderman, Season 3, Episode 4
by Europiam
Summary: Venom gains a new hostess, as Carnage continues to unleash havoc on the city. But Iron Man is now closing in. Please review!


Spectacular Spiderman, Season 3, Episode 4

Downfall

_Last episode, Whisper was turned into Carnage, a vicious, psychotic symbiont with no morals, or conscience. He's killed hundreds and had the city at his mercy. Spiderman is still out of action due to his collarbone, but now he has Tony Stark, AKA Iron Man, as an ally._

* * *

Doctor Octopus backed up against a bank of computers, his eyes wildly searching the room. A shadow flitted across the wall, and Octopus gasped, and leaped away. An echoing, maniac laugh reverberated around the room, bouncing off each wall, back to Octopus's ears, getting louder, until he fell to his knees, hands over his ears, until the noise fell away. Something tapped him on the shoulder, and quaking, turned, very slowly.  
"Hey," Carnage hissed.

...

_Cue Spectacular Spiderman Theme._

_..._

Carnage held Octopus by the throat, raising him several feet off the ground. The infamous tentacles lay nearby, twitching.  
"Why are you here?" Octopus stammered. Carnage brought Octopus down to his eye level, and gave a malicious grin.  
"Let's just say," Carnage said, his voice dripping with malevolence, "I got homesick."  
"How did you find me?" Octopus whispered. Carnage dropped him on the floor contemptuously, then crouched to his level, and laid a hand on his shoulder.  
"Otto, Otto, Otto," He said in mock-concern, "You should higher better thugs," His grin spread wider, "They break too easily, but not as easily as their ribs."  
He turned his back on Octopus, and crossed over to a sealed metal box. Carnage seemed to barely be able to contain himself.  
"Here you are," His claws twitching in anticipation, "Come, come to daddy."  
Octopus lurched off the floor, and lunged at Carnage.  
"Don't touch that," He shrieked. Without turning round, Carnage shot a sinuous tentacle at him, and pinned him against the wall. Octopus struggled against the bonds, as Carnage examined the box, running his long fingers over the metal.  
"There you are," He breathed, as he fingered the catch, before ripping it off. A black, liquid-like substance slithered out, entwining itself around Carnage's arm, "Venom..."

…...

Peter was deeply asleep, still lodging in Whisper's hidden headquarters. Stark was still there too, and he was slumped in a chair, his head in his hands, contemplating the madness that had overtaken Manhattan in just a few days. One of the screens was set to a news channel, which had been broadcasting the same text for hours.  
_We are experiencing technical difficulties, please wait...  
_At that moment, the text changed suddenly, and Stark looked up. One the screen, a reporter was standing in Manhattan City Centre.  
"...The third day that Manhattan has been under the dominion of Carnage," She was saying, "Looting has become commonplace, and various minor gang wars have erupted. The Police are stretched to breaking point, and apparently have suffered major amounts of desertions. The Army is being called in as we speak." Stark hurried over to the slumbering Peter, and shook him awake, his face grim. Peter started.  
"Wha-?"  
Wordlessly, Stark pointed at the news broadcast, where the reporter was still speaking.  
"... Various institutions, such as Ravensgate, have undergone mass breakouts, and all of Manhattan's super-criminals are now besieging the city. In other news, the body Otto Octavious, or as he is now known, Doctor Octopus, was found brutally murdered earlier today. The police assume Carnage personally killed the man, and are attempting to find him, and bring him in now.  
This is Stephanie Lane, signing off." The screen flickered, and the familiar text reappeared.  
Stark had already torn his gaze from the screen, and was pacing the room. Peter was still staring, as the facts he'd been given ran through his brain. One was sticking out, demanding his attention.  
"Why would he kill Doc Oc?" Peter wondered aloud.  
"I don't know, does it matter?" Stark said impatiently. Peter knuckled his forehead, thinking hard.  
"It just doesn't make sense..." He muttered.  
"Does anything he's done make sense?" Stark snapped, "Carnage is a psychopath, he's randomly killing for the thrill. He needs to be stopped."  
Stark stopped pacing, then crossed over to a smaller screen, with a radio, and mini-computer.  
"Come here," Stark ordered. Peter obeyed, and he stood at Stark's shoulder.  
"What's this?"  
"Monitoring station," Stark said shortly, powering it up, and furiously typing.  
"What?"  
Stark didn't answer, he just finished typing and stood back.  
"Sit here, monitor the police channels, they'll locate Carnage faster."  
"You're going to fight him aren't you?" Peter looked Stark directly in the eye, daring him to lie.  
"Aren't you?" He repeated.  
Stark stood, tall and arrogant, and answered, "Yes."  
Peter stood, "I'm coming too."  
"And what use are you going to be?" Stark sneered, "You've got a broken collarbone, remember? You gonna stare him down?"  
Peter slumped down into the chair, and looked away. Stark felt a twinge of regret at his outburst, and laid a hand on Peter's, undamaged, shoulder.  
"Look, Pete, I-" Stark started."  
"Just go," Pete interrupted him, shrugging the hand off, his voice flat, "I'll radio in Carnage's co-ordinates when I get them."  
Stark turned, and left the warehouse, leaving Peter alone in the half-light.

...

Night had fallen fast, the darkness drawing in with natural haste. No-one moved, no-one, except a teenage girl, who hurried down a darkened alley, alone.

Liz Allan hated walking at night at the best of times, but, now, being alone was almost suicidal. She was moving quickly down the alley, her hands in her pockets, her hood covering here face, walking hunched over. Her breath was rising in a cloud in front of her, and her footsteps echoed off the dirty brickwork. A figure leapt down in front of her, and she shrieked, rearing backwards.  
"Oh, don't run, I won't bite." A dreadful voice hissed, and Carnage stepped into the pool of light cast by a street light. The Venom symbiont was still twisted around his arm, and is glinted horribly in the light.  
"W-What do you want?" Liz stammered.  
"Oooh, nothing much," Carnage said in a breezy tone. Liz fumbled in her hoodie pocket, feverishly searching for her phone, as she backed away.  
"Please," She whimpered, "Leave me alone, I've done nothing."  
"I know," Carnage 's voice was laden with sadistic pleasure, and he advanced menacingly. Liz felt the back wall as she walked into it, and she moaned quietly.  
"No where to go? Awww..." Carnage grinned malevolently. He took two steps forward, and stood, one claw pressed against her shoulder. He leaned in and whispered in her ear.  
"I have something for you," with those words, the Venom symbiont whipped off Carnage's arm, and attached itself to her chest. The black symbiont spread quickly, covering Liz, so that in seconds, only her eyes remained, wide and panicked. Carnage reached down, and the Venom symbiont parted to allow his claw through. He searched for a moment in Liz's pocket, then drew out her phone. He looked at it for a moment, then a smile spread. He turned away, and put the phone close to his mouth. The symbiont drew back, and Jason's head emerged, his mouth twisted in a cruel smirk. He dialled the police, and waited. A calm female voice spoke in at the other end.  
"What is your emergency?"

Jason spoke in a panicked voice, breathless and high-pitched.  
"I-Ive seen Carnage!"  
"What!" the female voice lost all composure, "Where?" She spoke urgently, demanding the answers.  
"Just down an alley, near the city centre, north of the Bugle tower."  
"We'll have a task force there as soon as we can. Stay where you are."  
"Please," Jason stammered in mock-fear, "Come quickly, he's coming this way. Oh God, OH GO-"  
Jason severed the connection, and dropped the phone, then crushed it with his foot.  
He crossed back over to Liz, the Carnage symbiont closing back over his head. Liz had dropped to the floor, and was shuddering on the cold pavement.  
"Don't fight it, it gives you power beyond what you can imagine." Carnage hissed. He crouched down, and whispered in her ear.  
"We know you have anger, we can feel it. We know you feel betrayed, heartbroken." Carnage gave a venomous grin, "And who do we find at the centre of all this hurt? Peter Parker." His voice was snake-like. Liz stopped squirming, and looked Carnage full in the face. Carnage continued, "We also know of your brother's, situation. We know the cause of those troubles too. Spiderman."  
Liz's resolve was fading, as Carnage's words burrowed into her consciousness.  
"What if we were to tell you, the two causes were the same. Parker, is, Spiderman."  
Liz's eyes widened, and shook her head franticly.  
"It would explain a lot, wouldn't it?" Carnage hissed, "The random disappearances, the mysterious scars," Carnage's eyes narrowed, and his grin widened, "The missed dates."  
These words echoed around Liz's head, and a flash of uncertainty followed.  
"_Was he Spiderman? It would explain a lot.. But that would mean.. It was his fault! Mark! Mark is like that because of Peter. Because Peter, IS, Spiderman."  
_Anger followed this, and with that, Venom took it's opening, it dived into Liz's mind, homing in on the anger, amplifying it, and it consumed her.  
Carnage stood, and watched the transformation. Liz was convulsing, as Venom took her over. Carnage examined his claws nonchalantly, apparently oblivious to Liz thrashing on the ground.  
"Some," he said carelessly, "Clearly don't take it as well as others."  
Liz stopped flailing, and lay still, her eyes closed. The symbiont closed, and her face was obscured. A siren wailed in the distance, and Liz stirred. She leapt to her feet, and climbed the wall. Carnage gave a maniac laugh as he gazed at her.  
"Venom," he hissed, and a rancorous grin spread on his face. Venom climbed down, and stood in front of Carnage, her tongue lashing.  
"Come, my dear, we have business to attend to"  
As Carnage turned to leave, several SWAT van's careered to a halt, and the various teams piled out.  
They knelt, and levelled their weapons at the pair. One raised a megaphone, and shouted down it.  
"Carnage, raise your hands, and step out of the alleyway!"  
Venom had stepped back into the darkness, hidden, and Carnage stood alone, and slowly raised his hands.  
"As you wish," he hissed, his grin widening. He took two steps, and stood in the middle of the circle, with all SWAT officers aiming at him.  
"You just don't learn do you," He snarled, shaking his head. Suddenly, he leapt into the air, and shot a wave of spikes around. The officers scattered and dived, but several were impaled. They staggered back as the others opened fire. Bullets sprayed the air, as Carnage landed. He grabbed two of the officers, and drew them close, using them as shields. The fire stopped ,and Carnage peered over a petrified officer's face.  
"Put them down Carnage," said the leader, raising a shotgun.  
"Why? When we can do this!" As Carnage spoke, he impaled the officers through the stomach, so that his claws ripped through the man's uniform. He threw the bodies at the leader, who ducked, and Carnage followed them. He landed on the squad commander, and knocked him off his feet. Carnage slashed the man's face viciously, and then grabbed the shotgun. He put it on the man's temple, who shivered. Carnage put his mouth right next to the man's ear, and whispered into it.  
"We told you, you never learn." He sat back, and fired, at point-blanc range. Blood splattered the pavement, and Carnage gave a sadistic hiss of pleasure.

He turned to the rest of the squad, who were closing in slowly, their assault rifles raised. His eyes narrowed.  
"What makes you think you have a chance against us?" Carnage snarled.  
"Well," One of them drawled, through a thick Bronx accent, "There's a lot of us, and only one of you." He smirked, completely at his ease.  
"Count again," Venom growled, as she vaulted over Carnage and landed in front of him. Carnage's face filled with malice, and he straightened, and walked calmly to stand at Venom's shoulder.  
"Fancy your odds now?" He sneered.

The pair struck as one, tearing into the squad like a battering ram. The team didn't stand a chance, Venom and Carnage were completely merciless. It took less than 5 minutes for the squad to be left completely decimated. Carnage stood amongst the fallen, with Venom crouched over one of the bodies. He noticed a radio by his foot, and stooped to pick it up. It buzzed dully in his claw, and a panicked voice was sounding through the speaker.  
"Do you read? I repeat do you read? We lost you for a second. Report in sergeant! Now!"  
Carnage thumbed the broadcast button, and spoke shortly.  
"You think a simple SWAT team could stop us?" His voice was low, laden with menace, and he gave a cold, harsh laugh, "My, you'll have to better than that."  
Then he crushed the radio in his hand, and threw the twisted wreckage aside.

...

Tony Stark hovered overhead, now encased in the Iron Man armour. He was listening intently to Peter's communications.  
"The police have found more bodies," Peter's voice was harshened by the radio, but Stark could still hear the contempt and disgust in his voice, "One of them was a kid, about four! What kind of a psycho does that?"  
"Carnage does," Stark replied shortly.  
"Wait, I'm getting something, there's an emergency call, just come in," Peter's voice tailed off, then Stark heard a sharp gasp of shock and horror, "Oh my God! It's Jason!"  
"What?" Stark demanded harshly.  
"Jason is making the call! He says he's found Carnage, he sounds terrified." Peter paused while he listened to the call. "He says he at the city square, in an alley near the Bugle Tower. I'm triangulating the position now." Another pause, then Peter cried out.  
"What's happened?" Stark barked.  
Peter's voice was small, and hoarse, "He's gone, Jason's gone."  
Stark's eyes narrowed, as a niggling doubt crossed his mind.  
"Something doesn't add up," he muttered.  
"Something doesn't add up!?" Pete gave a sudden outburst, "What doesn't add up is that you aren't going to save one of my, and your, best friends!"  
Stark pushed the doubts aside for now, he had more important think to concentrate on. He brought up the map on his HUD, and saw a slowly pulsing red dot, presumably where Carnage was. Stark turned away, and fired the thrusters, and he blasted off.

...

It took Stark ten minuted to fly the breadth of the city, and by the time he arrived at the scene, Carnage and Venom had already vacated. Stark landed amongst the dead, and looked around.  
"God damn," Stark breathed, horrified at the mindless killing that had taken place. Peter's voice crackled through the speaker, "Are they there?"  
"No," Stark said, his voice downcast, "They've already gone."  
Peter sighed, a hiss of static down the comms.  
"Back to square one," he said finally. Stark was staring at the broadcast screen, where a familiar, blood-red figure had appeared.

Carnage was sat in the wrecked Bugle Office, behind the splinted desk, and Venom was standing behind him, her arms draped around his neck.  
"Manhattan, it's us again! Just to say that we didn't like your weak attempts to stop us, I mean, SWAT teams, really? And so, alas, you, the public must be punished." Carnage's voice was full of malice and sadistic glee. He raised a small black, oblong box, and pushed a button on the device. The police headquarters exploded. Screams rent the air, as the building which had once stood tall and proud, collapsed into a pile of it's own wreckage.  
"Now, you might be asking; "How'd he get in, wouldn't the Force, and our resident hero, Captain Stacy stopped him?""  
Carnage paused, as a purely evil smile spread over his face, "Why should we tell you how we did it? When we have the man himself right here." Venom disengaged herself, and dragged a hooded figure onto the desk. Carnage pulled back the figures head, so that he was facing the camera.  
"Smile Georgy-boy," he hissed, before ripping off the hood. Captain Stacy's head appeared. He was bruised, cut, and lot defeated. His eyes were downcast, and he was bleeding from a broken nose.  
"Now, we've made a deal, haven't we George?" Carnage was completely at his ease, as he spoke to Stacy, "Tell the good people of Manhattan what we agreed on..."  
"Never," George Stacy spat, "I'll never give in to your demands!"  
Carnage sighed theatrically, "Silly man," he tutted, "That's going to cost you a rib."  
He pressed his hand against Stacy's ribcage, and squeezed. The rib snapped sickeningly, and Stacy gasped in pain.  
"Have we changed our mind?" Carnage asked him.  
Stacy looked up, with pride and defiance in his eyes.  
"No."  
"You just don't learn." Carnage said. He grabbed Stacy's head, and smashed it against the camera lens, so that a smear of blood was left. Then he grabbed his hand, and shattered two of his fingers.  
Carnage's grin had slipped, and had revealed an animal-like snarl.  
"Every time you disagree, you'll lose a finger, then your legs, then your ribs," Carnage growled, "And if we're still so pig-headed, we'll start amputating." The sadistic grin was slowly returning as he spoke, like he was feeding off Captain Stacy's pain, "Think George, do you really want your little girl to see her daddy get broken on live TV?"  
George was breathing hard, staring at Carnage with disgust and hatred, but when Carnage mentioned Gwen, all the fight went out his eyes, and his shoulders slumped.  
"That's the spirit," Carnage hissed, "Now, tell the ladies and gentlemen the deal we made."  
Captain Stacy looked into the camera with eyes full of shame, "I, Captain George Stacy, hear by order all police to give Carnage amnesty from the law. Anyone attempting to stop him will have to deal with the consequences, which will from now, be death."  
Carnage watched with undisguised glee, as the broken man relay his orders. Venom put her mouth close to Carnage ear, and whispered into it;  
"Why do we need amnesty?" She said urgently, "We could easily destroy the police in this city, and you know it."  
Carnage looked into her face, and spoke calmly.  
"It's true, we do not," he said finally, "But Manhattan needed to see how easily we could break their greatest heroes." He took one of her hands, and looked into her eyes.  
"Don't you trust us?" Venom looked back at him, and knew that, instinctively, she did.  
Back in the square, Stark's eyes narrowed as he watched the scene. He noticed the small conversation between Venom and Carnage, and noted it, before filing it away.

...

Back at the warehouse, Peters mobile rang, a shrill sound in the still air. Peter grabbed it, and Gwen name was glaring at him from the screen. He thumbed the accept button, and put it to his ear.  
"Pete?" Gwen voice was cracked, and desperate, "Pete. Are you there?"  
"I'm here," Peter said softly.  
"I need you, like, now. Please."  
A horrific stab of guilt crossed Peter's heart. He started to speak, his voice saddened, and remorseful.  
"Gwen, really, I can't right now.."  
"Petey, please." Gwen's voice had dropped to a whisper, and it she sounded so alone and scared that Peter's heart nearly broke.  
"Okay, I'll be there as soon as I can," he said, standing up. He gave a shame faced look at the bank of computers, before he ended the call, and left the warehouse.

...

He arrived at Gwen's house nearly 20 minutes later, and, as he hurried up the front steps, he thought he saw a shadow flit across the rooftops. He stopped, his eyes narrowed and suspicious. Then something landed on his back, and forced him to the ground. The breath exploded out his lips as he hit the floor hard.  
"Hello, Parker," Said a dreadful voice in his ear. Carnage was on top of him, his claws on his shoulders, holding him down. The door was then kicked open, and Venom emerged, holding a struggling Mary-Jane, and Gwen in her arms. Carnage released Peter's shoulders, before flipping him over, so they were face to face.  
"Look what we found," he hissed, before he removed his weight from Peter, and moved toward the girls. Peter pulled himself up from the ground, and knelt, on hand on the pavement.  
Carnage put one long-fingered claw under Mary-Jane's chin, and pushed her head back.  
"My, she's beauty, is she not?" he said to Peter, "It's a pity really." Carnage's voice was anything but remorseful, as he examined turned to Gwen, "She is too."  
"What do you want freak?" Peter spat. Carnage whipped round, and shot a long, tendril at Peter, which wrapped around his weakened shoulder. He pulled Peter toward toward him, and the crushed the broken bone. Peter yelled in pain, and his knees buckled. Carnage's face was full of rage.  
"We will not be spoken to that way," he hissed furiously, "Got it, boy?"  
He dropped Peter who fell to his knees, gasping.  
"_He's becoming more unstable by the minute," _Peter thought to himself.  
"Now," Carnage said as he turned back to the girls, "What do we do with these two?"  
Their eyes widened in fear, and they squirmed and writhed, trying desperately to escape Venom's grip. Venom laughed derisively, and tightened her hold. The girls stopped trying to escape, and began gulping for breath as they tried to pull air into their constricted lungs. Carnage held up a hand, and Venom loosened her grip, and the girl gulped air gratefully. Carnage grabbed Mary-Jane's head, and pulled it back, so that her neck was exposed.  
"I think," Carnage hissed, "That you need to be taught some manners, Parker."  
He reformed one of his claws into an axe, and swung it back. Peter was on one knee, and lunging for it, as Carnage brought the axe down. Peter felt himself fall just short, and he fell to the ground, as his fingers missed Carnage's arm by millimetres. Carnage gave a maniacal laugh, as the axe cut through the air, toward Mary-Jane's exposed neck. She screamed and closed her eyes. But the blow she was expecting didn't come. Cautiously, she opened one eye. The axe had stopped, just short of her neck. Carnage was standing completely still, his eyes wide.  
"No," he muttered, "You can't be fighting back, we have control, we have dominion!"  
Venom dropped the pair, and hurried over to Carnage's side. Carnage now had his head in his hands, and seemed to be having an internal struggle. The symbiont was writhing, as the battle for control raged inside Carnage. Venom was holding his arm, and whispering quickly in his ear.

Finally, the symbiont settled, and Carnage straightened. He was slightly breathless, and the normal maniac grin was gone. He looked hollow, and gaunt, and he swayed where he stood. Mary-Jane was slumped on the ground, as she contemplated how close she'd come to death that night. Peter was up now, and he crossed over to Gwen, who fell into his arms, sobbing onto his shoulder. He looked around, as Venom held Carnage close, before she webbed away.  
Mary-Jane watched them go too, a slight frown on her face. She shook herself, and stood, pushing herself to her feet. There was a whoosh of displaced dust and air, and a scream of thrusters. Iron Man landed a few seconds later.  
"Iron Man?" Peter said, startled.  
Stark spoke briskly, "Carnage was here, correct?"  
"Yes, he-" Peter started.  
"What did he do?" Stark interrupted.  
"He was waiting for me, and Venom had these two captured. He attacked me before he moved on to those two. He tried to kill MJ, but he couldn't," Peter explained hurriedly, "He had, like, a mental breakdown, like he couldn't control himself. Then Venom took him away, I don't know where."  
Stark nodded, as if some great connection had been made in his head.  
He turned to Mary-Jane, "Take her inside," he said, indicating Gwen, who was still wrapped around Peter, "Give her something to calm her down, I need to talk with the boy some more."  
Mary-Jane nodded, as Peter gently disengaged Gwen's arms from around him. Mary-Jane took her by the arm, and led her inside. When the door had shut, Stark opened the face plate with a hydraulic hiss.  
"You nodded earlier, as if the fact he couldn't kill MJ made sense, as if it fitted somehow."  
Stark sighed, and ran a hand through tousled hair.  
"_He looks exhausted," _Peter said, "_Then again, he has been up for nearly 4 days straight."  
_"I think I know who he is," Stark said heavily, "I don't know yet, but it would all fit."  
"What are you gonna do?" Peter asked.  
"I'll have to call him out, fight him one on one. But I need help, you've fought Venom, and won. So I need you to tell me any weakness Venom had, there's a chance Carnage has them too."  
"They don't like high frequency vibrations, sound is the best weapon to use. Fire is also a weakness, but-"  
"But it could hurt who's inside," Stark finished, he sighed again, looking at his armoured gauntlets.  
"Let me guess," Peter said, "You have neither as a weapon at the moment."  
Stark shook his head, and looked crestfallen, but then he remembered something.  
"Wait, waitwait," he said, a new urgency in his voice, "The Iron Spider suit does though, it has sonics built into it, because you were more likely to come up against the symbiont."  
There was excitement in Stark's voice now, and Peter caught it, a grin spreading across his face.  
"How's your shoulder?" Stark demanded suddenly. Peter was taken aback,  
"The bone's nearly healed, it'll take about a week more.."  
Stark was pacing up and down, turning it all over in his mind.  
"You're the only one who'll fit the suit," He muttered, more to himself then to Peter, "But if his shoulder's still broken..."  
"Um, I know your little think session may be vitally important to you," Peter said, slightly irritated, "But, you know, Carnage is getting away, and we're still sat here like idiots."  
Stark stopped pacing, and turned to Peter, "I know what to do."

...

Iron Man hovered in front of the Bugle building, readying himself. Peter's voice sounded in his ear.  
"You ready?"  
"Very."  
"Okay, he's on the top floor, Venom's there too. It's gonna be difficult."  
"I know." Iron Man took a deep breath, and readied his gauntlets. He glanced at the two hastily affixed sonic blasters, and powered them up.  
Peter's voice again, "Remember, those aren't gonna be well assimilated with your armour, it could cause a failure if used too heavily, or they could just explode."  
Stark boosted forward, smashing through the wall of the Bugle Tower. He changed his angle, and rocketed upward, smashing through several stories. There was a flashing red marker where Peter thought Carnage was, and Stark was heading for it.  
"Get ready you sonofabitch," Stark growled, "I'm coming for you."

...

In the office, Venom was feeling slightly panicked. She was sat on a desk, cross legged, staring at Carnage, who was slumped in a chair, his eyes half-closed. He'd been that way since he got back from the disaster with the girls. She got up, and crossed over to him, lightly caressing his cheek.  
"Please Carnage, come back to us," She whispered.

...

_Inside Jason's mind..._

_Ever since Carnage had taken over, Jason had sat alone, in a small corner of his consciousness. It resembled an empty white room, with only a single chair, and a screen. The screen had displayed everything Carnage was doing.__ He had arrived __in Whisper's full costume, caped and hooded. He had felt no need to wear it here, so had removed the mask, cape, and hood. They simply floated where he had left them. __ He had sat in the chair, indifferent to all, __more spectator, than passenger to his own body. Any outrage, sadness, or anger he felt at what Carnage did was quickly whisked away, leaving him indifferent, and uncaring. This changed when he saw himself infect Liz with Venom. He stood up, but even as he did so, the anger was ebbing away, leaving a white, empty void of emotion. __Jason sat back down, but there was now a tiny lining of unease__bubbling away in his brain. He could see it affecting the room, the lights were dimmer, it was a little dirtier now. He continued to watch the screen, as all of Carnage's atrocities were played to him, until, fina__lly, he saw the attack on Peter, he stood again, this time working hard to hold his anger, to hide it, and use it as a weapon. He watched the attacks with a newly awakened mind, and felt the anger build at what he had allowed to happen. As Carnage swung his arm back, to kill Mary-Jane, Jason spoke one, simple word.  
_"_No."  
__He saw Carnage freeze, and felt a shift in the room. The lights flickered, and the walls shook slightly. Then Carnage was there, he was huge, he filled the room, and towered over Jason.  
_"_Why do you defy us?" it hissed.  
_"_Because I'm the only one who can, the only one who has the power to." Jason said, and as he stood, tall and proud, the power seemed to radiate from him, and even in this giant form, Carnage cowered away from him. He retreated from the confines of the room back to the real world.  
_"_You can't run forever Carnage," Jason yelled, "And when you come back, I'll be waiting."_

...

Iron Man burst into the room, through the floor with an explosion of splintered wood. Venom leapt backwards, instinctively protecting Carnage, who was still slumped in the chair.  
"You can't get him," She growled. But as she spoke, Carnage raised a hand, and pushed her aside. He stood weakly, and Iron Man noted the change. The grace and fluidity with which he had moved before was gone, replaced by a slowness, a stiffness, as if he had aged a thousand years. The maniac grin was gone, if anything, he looked weary, and beaten.  
"We wondered when you'd arrive," He said, as he gripped the desk for support. Venom grabbed his arm, and helped him to stand. Stark already knew that the fight almost over already, and it seemed strange that Carnage, the most unhinged villain he'd faced would have an end like this.  
As Stark raised his arms, Carnage again, gently pushed Venom away, and stood taller, his arms by his side. Stark began to charge the gauntlets, sending power flowing to the sonic blaster hummed as they powered up. Suddenly, Carnage froze, and he collapsed back, falling into the chair again.  
"No, nono," He hissed, "Not now, you can't"

...

_Jason was empowered now, he could feel it. The wall were convulsing and groaning against his power. The screen was ripped of it's mountings, and flung away. Whisper's cape, hood and mask were clutched in Jason's fist. Carnage re-appeared, and he towered above Jason again, as he fed off the anger left to him.  
_"_Why?" It hissed poisonously, "Why do you continue to oppose us?"  
_"_I have to," Jason said, "For it is my duty to protect this city, even from myself if needs be. But right now, I have to get rid of you."  
_"_But we had power together Jason," It said, "We were perfect, we could be again. Together, we are Carnage, in it's best, and purest form."  
_"_No, I made a mistake when I bonded with you," Jason shouted, above a sudden howling wind, "You are pure evil, and insanity, and I, I cannot succumb to that."  
_"_But why," Carnage hissed seductively, "Why can't you?"  
_"_Because I am Whisper," Jason said simply. And then he pulled on his mask, and fastened the cape around himself, and Carnage screamed. The walls were vaporised as Carnage's rage exploded outwards with the force of a bomb. Outside the walls it was a world of turmoil. The air was dirty, and grit flew. A wind shrieked as it buffeted into Jason, trying to knock him aside.  
_"_You see?" Carnage spat, "This is what you are. A mess. You have no control, no order, not without us."  
_"_You're wrong," Whisper said calmly. And he levitated upward, so that he was level with Carnage's humongous eyes. Whisper felt his gaze, like it was a real, living force.  
_"_I have control, I have order. You have upset the balance, so that I am no longer in control. I was a spectator to your evil, as you used my body for your atrocities. But now I'm back. And you, a pathetic pile of alien slime, have no place here."  
__Carnage reared back, as is Jason's word_ _were swords piercing his skin. He cowered away, as Jason ruthlessly advanced. The world was reforming behind Jason, becoming luscious hills, sprawling cities, and towering mountains.  
_"_You see this?" Whisper yelled, "This is my world, what it was before you came. Now it's chaos, as that's what __**you**__ are, but chaos cannot exist on it's own, and neither can you."  
__And Carnage began to shrink, as he was forced away.  
_"_No!" Carnage howled, "We cannot, we will not leave! We cannot be beaten this way!"  
__But he continued to diminish, shrivelling away, until he was nothing, a form that resembled a shivering, scrawny child, that huddled away in the corner. __Whisper landed, and stood close, as Carnage whimpered pitifully.  
_"_You cannot beat me here, I am stronger that you are," Jason said harshly, "Now go."  
__And Carnage, stood, and __he ran. And as he ran, he slowly faded, faded from Jason's mind._

...

Iron Man watched, as the symbiont began to writhe. It was rearing away from the host, as if Jason's skin burned it. Slowly, the symbiont slid off, revealing the costume of Whisper. Iron Man fired. High frequency sound waves tore into the symbiont's substance. Venom leapt back as she was caught on the fringes of the blast. Carnage shrank away from the blast, landing in a sickening pile on the floor.  
"No!" Venom shrieked, and she ran to what was left of Carnage. The symbiont entwined itself around her arm, just as Venom had done with Carnage. Iron Man turned to her, and raised a hand. She back away, and leapt out the window. Iron Man saw her swinging away, the Carnage symbiont cradled in one arm. Whisper stirred, and Iron Man hurried over. He knelt down, and retracted the face plate.  
"Jason?" He asked softly.  
"S-Stark," Whisper said hoarsely. He shook his head, and spoke again, "Why are you here?" His voice was far stronger now.  
"I was going to fight Carnage, but you did it for me," Stark replied, "How do you feel?"  
"I'm fine," Whisper said, standing suddenly, and there was no missing the coldness to his tone. Iron Man stood too, as Whisper walked to the shattered window, readying the grapple. He laid a hand on Jason's shoulder. Whisper's eyes narrowed.  
"Jason, we should talk, you need to tell me what happened."  
"Get off me!" Whisper snapped. Iron Man drew back, startled. Then Whisper's shoulders sagged, and his eyes closed for a few moments.  
"I'm sorry," he said finally, and he looked Iron Man in the face with haunted eyes, "I just need some time alone. Then we'll talk, okay?"  
Iron Man nodded, and took a step back. Whisper aimed the grapple, and prepared to swing away, but he paused. He faced Iron Man again.  
"By the way, you owe me some new gauntlets."  
Iron Man started to laugh, as the stresses of the day escaped, as Whisper left.

...

A few miles away, Venom was sat alone, in half-darkness. She was sat in a dishevelled manor house, in the cellar. The only other object in the room was a glass fronted metal box. Inside, the Carnage symbiont thrashed. She got up, and laid one hand on the glass, pressing her face close.  
"Don't worry, darling," She said softly, "You'll be back soon, and we'll be together again, I promise."

* * *

And there we are, Carnage is gone, for the moment at least, and Venom too. Whisper's back, and Spidey should be back in action soon. I'm hoping to delve into Fisk's character a little more in the coming episode's, and the tension between Gwen and Peter. Maybe even a little romance between Black Cat & Whisper? Would you like to see some more old faces return?

Was Carnage's defeat well though written, or was it too anticlimactic?

Was it a good idea to kill off Doc Ock?

Please leave the answers and any other comments in the reviews.  
Thanks everyone! :)


End file.
